Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2016shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2016 |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q3 |
Trading Symbol | GPC |
Entity Registrant Name | GENUINE PARTS CO |
Entity Central Index Key | 40,987 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 148,737,241 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 225,177 | $ 211,631 |
Trade accounts receivable, less allowance for doubtful accounts (2016 – $14,064; 2015 – $10,693) | 2,032,548 | 1,822,419 |
Merchandise inventories, net – at lower of cost or market | 3,146,157 | 2,999,966 |
Prepaid expenses and other current assets | 504,600 | 521,300 |
TOTAL CURRENT ASSETS | 5,908,482 | 5,555,316 |
Goodwill | 950,305 | 840,582 |
Other intangible assets, less accumulated amortization | 600,130 | 521,213 |
Deferred tax assets | 109,679 | 118,525 |
Other assets | 491,925 | 460,918 |
Property, plant and equipment, less accumulated depreciation (2016 – $962,480; 2015 – $902,917) | 688,851 | 648,217 |
TOTAL ASSETS | 8,749,372 | 8,144,771 |
CURRENT LIABILITIES: | ||
Trade accounts payable | 3,099,438 | 2,821,526 |
Current portion of debt | 475,000 | 375,000 |
Dividends payable | 97,955 | 92,595 |
Income taxes payable | 32,594 | 6,762 |
Other current liabilities | 696,544 | 644,771 |
TOTAL CURRENT LIABILITIES | 4,401,531 | 3,940,654 |
Long-term debt | 300,000 | 250,000 |
Pension and other post–retirement benefit liabilities | 202,131 | 284,235 |
Deferred tax liabilities | 51,472 | 50,684 |
Other long-term liabilities | 458,944 | 459,956 |
EQUITY: | ||
Preferred stock, par value – $1 per share, Authorized - 10,000,000 shares - None issued | 0 | 0 |
Common stock, par value - $1 per share, Authorized – 450,000,000 shares - Issued and outstanding – 2016 – 148,913,877 shares; 2015 – 150,081,474 shares | 148,737 | 150,081 |
Additional paid-in capital | 55,001 | 41,353 |
Retained earnings | 3,983,984 | 3,885,751 |
Accumulated other comprehensive loss | (865,510) | (930,618) |
TOTAL PARENT EQUITY | 3,322,212 | 3,146,567 |
Noncontrolling interests in subsidiaries | 13,082 | 12,675 |
TOTAL EQUITY | 3,335,294 | 3,159,242 |
TOTAL LIABILITIES AND EQUITY | $ 8,749,372 | $ 8,144,771 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 14,064 | $ 10,693 |
Property, plant and equipment, less allowance for depreciation | $ 962,480 | $ 902,917 |
Preferred stock, par value (usd per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 450,000,000 | 450,000,000 |
Common stock, shares issued (in shares) | 148,737,241 | 150,081,474 |
Common stock, shares outstanding (in shares) | 148,737,241 | 150,081,474 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 3,941,743 | $ 3,921,802 | $ 11,559,648 | $ 11,598,254 |
Cost of goods sold | 2,743,142 | 2,752,577 | 8,091,124 | 8,137,880 |
Gross profit | 1,198,601 | 1,169,225 | 3,468,524 | 3,460,374 |
Operating expenses: | ||||
Selling, administrative and other expenses | 869,562 | 834,372 | 2,522,223 | 2,492,537 |
Depreciation and amortization | 37,682 | 34,278 | 108,247 | 105,764 |
Total operating expenses | 907,244 | 868,650 | 2,630,470 | 2,598,301 |
Income before income taxes | 291,357 | 300,575 | 838,054 | 862,073 |
Income taxes | 106,031 | 112,559 | 303,334 | 317,674 |
Net income | $ 185,326 | $ 188,016 | $ 534,720 | $ 544,399 |
Basic net income per common share (usd per share) | $ 1.24 | $ 1.24 | $ 3.58 | $ 3.58 |
Diluted net income per common share (usd per share) | 1.24 | 1.24 | 3.56 | 3.56 |
Dividends declared per common share (usd per share) | $ 0.6575 | $ 0.615 | $ 1.9725 | $ 1.845 |
Weighted average common shares outstanding (in shares) | 148,899 | 151,354 | 149,243 | 152,043 |
Dilutive effect of stock options and non-vested restricted stock awards (in shares) | 828 | 789 | 781 | 847 |
Weighted average common shares outstanding - assuming dilution (in shares) | 149,727 | 152,143 | 150,024 | 152,890 |
Comprehensive income | $ 201,981 | $ 82,931 | $ 599,828 | $ 350,024 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
OPERATING ACTIVITIES: | ||
Net income | $ 534,720 | $ 544,399 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 108,247 | 105,764 |
Share-based compensation | 15,362 | 13,582 |
Excess tax benefits from share-based compensation | (10,475) | (5,381) |
Changes in operating assets and liabilities | 93,498 | 237,623 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 741,352 | 895,987 |
INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (86,650) | (61,994) |
Acquisitions and other investing activities | (365,545) | (115,414) |
NET CASH USED IN INVESTING ACTIVITIES | (452,195) | (177,408) |
FINANCING ACTIVITIES: | ||
Proceeds from debt | 3,020,000 | 2,537,224 |
Payments on debt | (2,870,000) | (2,680,191) |
Share-based awards exercised, net of taxes paid | (11,942) | (6,030) |
Excess tax benefits from share-based compensation | 10,475 | 5,381 |
Dividends paid | (288,909) | (275,379) |
Purchases of stock | (143,810) | (225,175) |
NET CASH USED IN FINANCING ACTIVITIES | (284,186) | (644,170) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 8,575 | (12,845) |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 13,546 | 61,564 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 211,631 | 137,730 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ 225,177 | $ 199,294 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. Except as disclosed herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements included in the Annual Report on Form 10-K of Genuine Parts Company (the “Company”) for the year ended December 31, 2015 . Accordingly, the unaudited interim condensed consolidated financial statements and related disclosures herein should be read in conjunction with the Company’s 2015 Annual Report on Form 10-K. The preparation of interim financial statements requires management to make estimates and assumptions for the amounts reported in the condensed consolidated financial statements. Specifically, the Company makes estimates and assumptions in its interim condensed consolidated financial statements for inventory adjustments, the accrual of bad debts, customer sales returns, and volume incentives earned, among others. Inventory adjustments (including adjustments for a majority of inventories that are valued under the last-in, first-out (“LIFO”) method) are accrued on an interim basis and adjusted in the fourth quarter based on the annual book to physical inventory adjustment and LIFO valuation, which is performed each year-end. Reserves for bad debts and customer sales returns are estimated and accrued on an interim basis based upon historical experience. Volume incentives are estimated based upon cumulative and projected purchasing levels. The estimates and assumptions for interim reporting may change upon final determination at year-end, and such changes may be significant. In the opinion of management, all adjustments necessary for a fair presentation of the Company’s financial results for the interim periods have been made. These adjustments are of a normal recurring nature. The results of operations for the nine month period ended September 30, 2016 are not necessarily indicative of results for the entire year. The Company has evaluated subsequent events through the date the financial statements covered by this quarterly report were issued. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (in thousands) (in thousands) Net sales: Automotive $ 2,095,030 $ 2,064,099 $ 6,115,186 $ 6,065,733 Industrial 1,162,224 1,170,252 3,482,246 3,540,106 Office products 535,175 510,825 1,493,434 1,478,878 Electrical/electronic materials 178,448 196,837 538,803 573,584 Other (29,134 ) (20,211 ) (70,021 ) (60,047 ) Total net sales $ 3,941,743 $ 3,921,802 $ 11,559,648 $ 11,598,254 Operating profit: Automotive $ 197,874 $ 201,986 $ 555,156 $ 560,070 Industrial 85,608 90,081 255,704 266,726 Office products 30,257 36,406 97,101 107,431 Electrical/electronic materials 14,277 19,988 45,105 54,019 Total operating profit 328,016 348,461 953,066 988,246 Interest expense, net (5,244 ) (5,055 ) (14,731 ) (16,056 ) Other intangible assets amortization (10,339 ) (8,545 ) (28,324 ) (25,945 ) Other, net (21,076 ) (34,286 ) (71,957 ) (84,172 ) Income before income taxes $ 291,357 $ 300,575 $ 838,054 $ 862,073 Net sales by segment exclude the effect of certain discounts, incentives and freight billed to customers. The line item “Other” represents the net effect of the discounts, incentives and freight billed to customers, which is reported as a component of net sales in the Company’s condensed consolidated statements of income and comprehensive income. |
Other Comprehensive Income (Los
Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) The difference between comprehensive income and net income was due to foreign currency translation adjustments and pension and other post-retirement benefit adjustments, as summarized below. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (in thousands) (in thousands) Net income $ 185,326 $ 188,016 $ 534,720 $ 544,399 Other comprehensive income (loss): Foreign currency translation 11,896 (110,874 ) 50,840 (211,868 ) Pension and other post-retirement benefit adjustments: Recognition of prior service credit, net of tax (222 ) (240 ) (666 ) (721 ) Recognition of actuarial loss, net of tax 4,981 6,029 14,934 18,214 Total other comprehensive income (loss) 16,655 (105,085 ) 65,108 (194,375 ) Comprehensive income $ 201,981 $ 82,931 $ 599,828 $ 350,024 The following tables present the changes in accumulated other comprehensive loss by component for the nine months ended September 30 : 2016 Changes in Accumulated Other Pension and Foreign Total (in thousands) Beginning balance, January 1 $ (535,634 ) $ (394,984 ) $ (930,618 ) Other comprehensive income before reclassifications, net of tax — 50,840 50,840 Amounts reclassified from accumulated other comprehensive loss, net of tax 14,268 — 14,268 Net current period other comprehensive income 14,268 50,840 65,108 Ending balance, September 30 $ (521,366 ) $ (344,144 ) $ (865,510 ) 2015 Changes in Accumulated Other Pension and Foreign Total (in thousands) Beginning balance, January 1 $ (533,213 ) $ (186,998 ) $ (720,211 ) Other comprehensive loss before reclassifications, net of tax — (211,868 ) (211,868 ) Amounts reclassified from accumulated other comprehensive loss, net of tax 17,493 — 17,493 Net current period other comprehensive income (loss) 17,493 (211,868 ) (194,375 ) Ending balance, September 30 $ (515,720 ) $ (398,866 ) $ (914,586 ) The accumulated other comprehensive loss components related to the pension benefits are included in the computation of net periodic benefit income in the employee benefit plans footnote. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-9, Revenue from Contracts with Customers (“ASU 2014-9”), which creates a single, comprehensive revenue recognition model for all contracts with customers. Under this ASU and subsequently issued amendments, an entity should recognize revenue to reflect the transfer of promised goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods and services. ASU 2014-9 may be adopted either retrospectively or on a modified retrospective basis. The standard is effective for interim and annual reporting periods beginning after December 15, 2017. The FASB permits early adoption of the standard, but not before the original effective date of December 15, 2016. The Company is currently evaluating the impact of ASU 2014-9 on the Company’s condensed consolidated financial statements and related disclosures. In February 2015, the FASB issued ASU No. 2015-02 , Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015-02”). ASU 2015-02 amends the consolidation requirements and significantly changes the consolidation analysis required. ASU 2015-02 requires management to reevaluate all legal entities under a revised consolidation model to specifically (i) modify the evaluation of whether limited partnership and similar legal entities are variable interest entities (“VIEs”), (ii) eliminate the presumption that a general partner should consolidate a limited partnership, (iii) affect the consolidation analysis of reporting entities that are involved with VIEs particularly those that have fee arrangements and related party relationships, and (iv) provide a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 of the Investment Act of 1940 for registered money market funds. ASU 2015-02 is effective for the Company's interim and annual periods beginning after December 15, 2015. The adoption of ASU 2015-02 did not have a material impact on the Company's condensed consolidated financial statements for the nine months ended September 30, 2016 and will not have a material impact on the annual consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"), which requires an entity to recognize a right-of-use asset and a lease liability on the balance sheet for all leases, including operating leases, with a term greater than twelve months. Expanded disclosures with additional qualitative and quantitative information will also be required. This guidance is effective for interim and annual reporting periods beginning after December 15, 2018 and early adoption is permitted. The new standard must be adopted using a modified retrospective transition. The Company is currently evaluating the impact of ASU 2016-02 on its condensed consolidated financial statements and related disclosures, but does believe the adoption of this standard will have a significant impact on the condensed consolidated balance sheets. In March 2016, The FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09") that changes the accounting for certain aspects of share-based compensation to employees including forfeitures, employer tax withholding, and the financial statement presentation of excess tax benefits or expense. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based compensation. This guidance is effective for interim and annual reporting periods beginning after December 15, 2016 and early adoption is permitted. The Company is currently evaluating the impact of ASU 2016-09 on its condensed consolidated financial statements. |
Credit Facilities
Credit Facilities | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Credit Facilities | Credit Facilities In June 2016, the Company exercised one of its two optional one year extensions on the $1.20 billion multi-currency Syndicated Facility (the "Syndicated Facility") amended June 19, 2015, to extend the maturity date from June 2020 to June 2021. At September 30, 2016 , approximately $225.0 million was outstanding under the Syndicated Facility and is included in "Current portion of debt" in the accompanying condensed consolidated balance sheet. In July 2016, the Company executed $50.0 million of 2.39% Series G Senior Unsecured Notes maturing in July 2021. The notes were used to pay down existing debt under the Syndicated Facility. The proceeds from the notes were included in "Proceeds from debt" in the accompanying condensed consolidated statement of cash flows. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation As more fully discussed in Note 5 of the Company’s notes to the consolidated financial statements in its 2015 Annual Report on Form 10-K, the Company maintains various long-term incentive plans, which provide for the granting of stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units (“RSUs”), performance awards, dividend equivalents and other share-based awards. SARs represent a right to receive upon exercise an amount, payable in shares of common stock, equal to the excess, if any, of the fair market value of the Company’s common stock on the date of exercise over the base value of the grant. The terms of such SARs require net settlement in shares of common stock and do not provide for cash settlement. RSUs represent a contingent right to receive one share of the Company’s common stock at a future date. The majority of awards previously granted vest on a pro-rata basis for periods ranging from one to five years and are expensed accordingly on a straight-line basis. The Company issues new shares upon exercise or conversion of awards under these plans. Most awards may be exercised or converted to shares not earlier than twelve months nor later than ten years from the date of grant. At September 30, 2016 , total compensation cost related to nonvested awards not yet recognized was approximately $39.6 million , as compared to $33.0 million at December 31, 2015 . The weighted-average period over which this compensation cost is expected to be recognized is approximately three years . The aggregate intrinsic value for SARs and RSUs outstanding at September 30, 2016 was approximately $133.7 million . At September 30, 2016 , the aggregate intrinsic value for SARs and RSUs vested totaled approximately $73.6 million , and the weighted-average contractual lives for outstanding and exercisable SARs and RSUs were approximately six and five years , respectively. For the nine months ended September 30, 2016 , $15.4 million of share-based compensation cost was recorded, as compared to $13.6 million for the same period in the prior year. Options to purchase approximately 0.7 million and 1.2 million shares of common stock were outstanding but excluded from the computation of diluted earnings per share for the three and nine month periods ended September 30, 2016 , respectively, as compared to approximately 1.3 million and 1.2 million shares outstanding for the three and nine month periods ended September 30, 2015 , respectively. These options were excluded from the computation of diluted net income per common share because the options’ exercise prices were greater than the average market price of the common stock. On April 1, 2016, the Company granted approximately 724,000 SARs and 170,000 RSUs. |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Net periodic benefit income for the pension plans included the following components for the three months ended September 30 : Pension Benefits 2016 2015 (in thousands) Service cost $ 2,106 $ 2,293 Interest cost 26,195 24,503 Expected return on plan assets (39,296 ) (37,487 ) Amortization of prior service credit (108 ) (141 ) Amortization of actuarial loss 7,860 9,528 Net periodic benefit income $ (3,243 ) $ (1,304 ) Net periodic benefit income for the pension plans included the following components for the nine months ended September 30 : Pension Benefits 2016 2015 (in thousands) Service cost $ 6,257 $ 7,083 Interest cost 78,505 73,746 Expected return on plan assets (117,767 ) (112,809 ) Amortization of prior service credit (324 ) (423 ) Amortization of actuarial loss 23,530 28,769 Net periodic benefit income $ (9,799 ) $ (3,634 ) Pension benefits also include amounts related to a supplemental retirement plan. During the nine months ended September 30, 2016 , the Company made a $38.7 million contribution to the pension plan. |
Guarantees
Guarantees | 9 Months Ended |
Sep. 30, 2016 | |
Guarantees [Abstract] | |
Guarantees | Guarantees The Company guarantees the borrowings of certain independently controlled automotive parts stores (“independents”) and certain other affiliates in which the Company has a noncontrolling equity ownership interest (“affiliates”). Presently, the independents are generally consolidated by unaffiliated enterprises that have controlling financial interests through ownership of a majority voting interest in the independents. The Company has no voting interest or equity conversion rights in any of the independents. The Company does not control the independents or the affiliates, but receives a fee for the guarantees. The Company has concluded that the independents are VIEs, but that the Company is not the primary beneficiary. Specifically, the equity holders of the independents have the power to direct the activities that most significantly impact the entities’ economic performance including, but not limited to, decisions about hiring and terminating personnel, local marketing and promotional initiatives, pricing and selling activities, credit decisions, monitoring and maintaining appropriate inventories, and store hours. Separately, the Company concluded the affiliates are not variable interest entities. The Company’s maximum exposure to loss as a result of its involvement with these independents and affiliates is generally equal to the total borrowings subject to the Company’s guarantees. While such borrowings of the independents and affiliates are outstanding, the Company is required to maintain compliance with certain covenants, including a maximum debt to capitalization ratio and certain limitations on additional borrowings. At September 30, 2016 , the Company was in compliance with all such covenants. At September 30, 2016 , the total borrowings of the independents and affiliates subject to guarantee by the Company were approximately $392.9 million . These loans generally mature over periods from one to six years . In the event that the Company is required to make payments in connection with guaranteed obligations of the independents or the affiliates, the Company would obtain and liquidate certain collateral (e.g., accounts receivable and inventory) to recover all or a portion of the amounts paid under the guarantees. When it is deemed probable that the Company will incur a loss in connection with a guarantee, a liability is recorded equal to this estimated loss. To date, the Company has had no significant losses in connection with guarantees of independents’ and affiliates’ borrowings. As of September 30, 2016 , the Company has recognized certain assets and liabilities amounting to $40.0 million each for the guarantees related to the independents’ and affiliates’ borrowings. These assets and liabilities are included in other assets and other long-term liabilities in the condensed consolidated balance sheets. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts reflected in the condensed consolidated balance sheets for cash and cash equivalents, trade accounts receivable, trade accounts payable, and borrowings under the line of credit approximate their respective fair values based on the short-term nature of these instruments. At September 30, 2016 , the carrying value and the fair value of fixed rate debt were approximately $550.0 million and $564.3 million , respectively. The fair value of fixed rate debt is designated as Level 2 in the fair value hierarchy (i.e., significant observable inputs) and is based primarily on the discounted value of future cash flows using current market interest rates offered for debt of similar credit risk and maturity. The carrying value of the short-term fixed rate debt of $250.0 million is included in "Current portion of debt", with the long-term portion of $300.0 million included in “Long-term debt,” in the accompanying condensed consolidated balance sheets. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions During the nine months ended September 30, 2016 , the Company acquired certain companies and select assets for approximately $337.2 million . The Company recognized and measured the assets and liabilities assumed based on their fair values as of their respective acquisition dates. The results of operations for the acquired companies were included in the Company’s condensed consolidated statements of income beginning on their respective acquisition dates. The Company recorded approximately $181.6 million of goodwill and other intangible assets associated with the acquisitions. The Company is in the process of analyzing the estimated values of assets and liabilities acquired and is obtaining third-party valuations of certain tangible and intangible assets. The allocations of the respective purchase prices are therefore preliminary and subject to revision. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. Except as disclosed herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements included in the Annual Report on Form 10-K of Genuine Parts Company (the “Company”) for the year ended December 31, 2015 . Accordingly, the unaudited interim condensed consolidated financial statements and related disclosures herein should be read in conjunction with the Company’s 2015 Annual Report on Form 10-K. |
Use of Estimates | The preparation of interim financial statements requires management to make estimates and assumptions for the amounts reported in the condensed consolidated financial statements. Specifically, the Company makes estimates and assumptions in its interim condensed consolidated financial statements for inventory adjustments, the accrual of bad debts, customer sales returns, and volume incentives earned, among others. Inventory adjustments (including adjustments for a majority of inventories that are valued under the last-in, first-out (“LIFO”) method) are accrued on an interim basis and adjusted in the fourth quarter based on the annual book to physical inventory adjustment and LIFO valuation, which is performed each year-end. Reserves for bad debts and customer sales returns are estimated and accrued on an interim basis based upon historical experience. Volume incentives are estimated based upon cumulative and projected purchasing levels. The estimates and assumptions for interim reporting may change upon final determination at year-end, and such changes may be significant. |
Segment Reporting | Net sales by segment exclude the effect of certain discounts, incentives and freight billed to customers. The line item “Other” represents the net effect of the discounts, incentives and freight billed to customers, which is reported as a component of net sales in the Company’s condensed consolidated statements of income and comprehensive income. |
Recently Issued Accounting Pronouncements | In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-9, Revenue from Contracts with Customers (“ASU 2014-9”), which creates a single, comprehensive revenue recognition model for all contracts with customers. Under this ASU and subsequently issued amendments, an entity should recognize revenue to reflect the transfer of promised goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods and services. ASU 2014-9 may be adopted either retrospectively or on a modified retrospective basis. The standard is effective for interim and annual reporting periods beginning after December 15, 2017. The FASB permits early adoption of the standard, but not before the original effective date of December 15, 2016. The Company is currently evaluating the impact of ASU 2014-9 on the Company’s condensed consolidated financial statements and related disclosures. In February 2015, the FASB issued ASU No. 2015-02 , Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015-02”). ASU 2015-02 amends the consolidation requirements and significantly changes the consolidation analysis required. ASU 2015-02 requires management to reevaluate all legal entities under a revised consolidation model to specifically (i) modify the evaluation of whether limited partnership and similar legal entities are variable interest entities (“VIEs”), (ii) eliminate the presumption that a general partner should consolidate a limited partnership, (iii) affect the consolidation analysis of reporting entities that are involved with VIEs particularly those that have fee arrangements and related party relationships, and (iv) provide a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 of the Investment Act of 1940 for registered money market funds. ASU 2015-02 is effective for the Company's interim and annual periods beginning after December 15, 2015. The adoption of ASU 2015-02 did not have a material impact on the Company's condensed consolidated financial statements for the nine months ended September 30, 2016 and will not have a material impact on the annual consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"), which requires an entity to recognize a right-of-use asset and a lease liability on the balance sheet for all leases, including operating leases, with a term greater than twelve months. Expanded disclosures with additional qualitative and quantitative information will also be required. This guidance is effective for interim and annual reporting periods beginning after December 15, 2018 and early adoption is permitted. The new standard must be adopted using a modified retrospective transition. The Company is currently evaluating the impact of ASU 2016-02 on its condensed consolidated financial statements and related disclosures, but does believe the adoption of this standard will have a significant impact on the condensed consolidated balance sheets. In March 2016, The FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09") that changes the accounting for certain aspects of share-based compensation to employees including forfeitures, employer tax withholding, and the financial statement presentation of excess tax benefits or expense. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based compensation. This guidance is effective for interim and annual reporting periods beginning after December 15, 2016 and early adoption is permitted. The Company is currently evaluating the impact of ASU 2016-09 on its condensed consolidated financial statements. |
Share-based Compensation | As more fully discussed in Note 5 of the Company’s notes to the consolidated financial statements in its 2015 Annual Report on Form 10-K, the Company maintains various long-term incentive plans, which provide for the granting of stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units (“RSUs”), performance awards, dividend equivalents and other share-based awards. SARs represent a right to receive upon exercise an amount, payable in shares of common stock, equal to the excess, if any, of the fair market value of the Company’s common stock on the date of exercise over the base value of the grant. The terms of such SARs require net settlement in shares of common stock and do not provide for cash settlement. RSUs represent a contingent right to receive one share of the Company’s common stock at a future date. The majority of awards previously granted vest on a pro-rata basis for periods ranging from one to five years and are expensed accordingly on a straight-line basis. The Company issues new shares upon exercise or conversion of awards under these plans. Most awards may be exercised or converted to shares not earlier than twelve months nor later than ten years from the date of grant. |
Guarantees | In the event that the Company is required to make payments in connection with guaranteed obligations of the independents or the affiliates, the Company would obtain and liquidate certain collateral (e.g., accounts receivable and inventory) to recover all or a portion of the amounts paid under the guarantees. When it is deemed probable that the Company will incur a loss in connection with a guarantee, a liability is recorded equal to this estimated loss. The Company guarantees the borrowings of certain independently controlled automotive parts stores (“independents”) and certain other affiliates in which the Company has a noncontrolling equity ownership interest (“affiliates”). Presently, the independents are generally consolidated by unaffiliated enterprises that have controlling financial interests through ownership of a majority voting interest in the independents. The Company has no voting interest or equity conversion rights in any of the independents. The Company does not control the independents or the affiliates, but receives a fee for the guarantees. The Company has concluded that the independents are VIEs, but that the Company is not the primary beneficiary. Specifically, the equity holders of the independents have the power to direct the activities that most significantly impact the entities’ economic performance including, but not limited to, decisions about hiring and terminating personnel, local marketing and promotional initiatives, pricing and selling activities, credit decisions, monitoring and maintaining appropriate inventories, and store hours. Separately, the Company concluded the affiliates are not variable interest entities. The Company’s maximum exposure to loss as a result of its involvement with these independents and affiliates is generally equal to the total borrowings subject to the Company’s guarantees. While such borrowings of the independents and affiliates are outstanding, the Company is required to maintain compliance with certain covenants, including a maximum debt to capitalization ratio and certain limitations on additional borrowings. At September 30, 2016 , the Company was in compliance with all such covenants. |
Fair Value of Financial Instruments | The fair value of fixed rate debt is designated as Level 2 in the fair value hierarchy (i.e., significant observable inputs) and is based primarily on the discounted value of future cash flows using current market interest rates offered for debt of similar credit risk and maturity. The carrying amounts reflected in the condensed consolidated balance sheets for cash and cash equivalents, trade accounts receivable, trade accounts payable, and borrowings under the line of credit approximate their respective fair values based on the short-term nature of these instruments. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (in thousands) (in thousands) Net sales: Automotive $ 2,095,030 $ 2,064,099 $ 6,115,186 $ 6,065,733 Industrial 1,162,224 1,170,252 3,482,246 3,540,106 Office products 535,175 510,825 1,493,434 1,478,878 Electrical/electronic materials 178,448 196,837 538,803 573,584 Other (29,134 ) (20,211 ) (70,021 ) (60,047 ) Total net sales $ 3,941,743 $ 3,921,802 $ 11,559,648 $ 11,598,254 Operating profit: Automotive $ 197,874 $ 201,986 $ 555,156 $ 560,070 Industrial 85,608 90,081 255,704 266,726 Office products 30,257 36,406 97,101 107,431 Electrical/electronic materials 14,277 19,988 45,105 54,019 Total operating profit 328,016 348,461 953,066 988,246 Interest expense, net (5,244 ) (5,055 ) (14,731 ) (16,056 ) Other intangible assets amortization (10,339 ) (8,545 ) (28,324 ) (25,945 ) Other, net (21,076 ) (34,286 ) (71,957 ) (84,172 ) Income before income taxes $ 291,357 $ 300,575 $ 838,054 $ 862,073 |
Other Comprehensive Income (L18
Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Comprehensive Income (Loss) | The difference between comprehensive income and net income was due to foreign currency translation adjustments and pension and other post-retirement benefit adjustments, as summarized below. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (in thousands) (in thousands) Net income $ 185,326 $ 188,016 $ 534,720 $ 544,399 Other comprehensive income (loss): Foreign currency translation 11,896 (110,874 ) 50,840 (211,868 ) Pension and other post-retirement benefit adjustments: Recognition of prior service credit, net of tax (222 ) (240 ) (666 ) (721 ) Recognition of actuarial loss, net of tax 4,981 6,029 14,934 18,214 Total other comprehensive income (loss) 16,655 (105,085 ) 65,108 (194,375 ) Comprehensive income $ 201,981 $ 82,931 $ 599,828 $ 350,024 |
Changes in Accumulated Other Comprehensive Income (Loss) | The following tables present the changes in accumulated other comprehensive loss by component for the nine months ended September 30 : 2016 Changes in Accumulated Other Pension and Foreign Total (in thousands) Beginning balance, January 1 $ (535,634 ) $ (394,984 ) $ (930,618 ) Other comprehensive income before reclassifications, net of tax — 50,840 50,840 Amounts reclassified from accumulated other comprehensive loss, net of tax 14,268 — 14,268 Net current period other comprehensive income 14,268 50,840 65,108 Ending balance, September 30 $ (521,366 ) $ (344,144 ) $ (865,510 ) 2015 Changes in Accumulated Other Pension and Foreign Total (in thousands) Beginning balance, January 1 $ (533,213 ) $ (186,998 ) $ (720,211 ) Other comprehensive loss before reclassifications, net of tax — (211,868 ) (211,868 ) Amounts reclassified from accumulated other comprehensive loss, net of tax 17,493 — 17,493 Net current period other comprehensive income (loss) 17,493 (211,868 ) (194,375 ) Ending balance, September 30 $ (515,720 ) $ (398,866 ) $ (914,586 ) |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Components of Net Periodic Benefit Income for the Pension Plans | Net periodic benefit income for the pension plans included the following components for the three months ended September 30 : Pension Benefits 2016 2015 (in thousands) Service cost $ 2,106 $ 2,293 Interest cost 26,195 24,503 Expected return on plan assets (39,296 ) (37,487 ) Amortization of prior service credit (108 ) (141 ) Amortization of actuarial loss 7,860 9,528 Net periodic benefit income $ (3,243 ) $ (1,304 ) Net periodic benefit income for the pension plans included the following components for the nine months ended September 30 : Pension Benefits 2016 2015 (in thousands) Service cost $ 6,257 $ 7,083 Interest cost 78,505 73,746 Expected return on plan assets (117,767 ) (112,809 ) Amortization of prior service credit (324 ) (423 ) Amortization of actuarial loss 23,530 28,769 Net periodic benefit income $ (9,799 ) $ (3,634 ) |
Segment Information (Detail)
Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 3,941,743 | $ 3,921,802 | $ 11,559,648 | $ 11,598,254 |
Income before income taxes | 291,357 | 300,575 | 838,054 | 862,073 |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating profit | 328,016 | 348,461 | 953,066 | 988,246 |
Operating Segments [Member] | Automotive [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 2,095,030 | 2,064,099 | 6,115,186 | 6,065,733 |
Operating profit | 197,874 | 201,986 | 555,156 | 560,070 |
Operating Segments [Member] | Industrial [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,162,224 | 1,170,252 | 3,482,246 | 3,540,106 |
Operating profit | 85,608 | 90,081 | 255,704 | 266,726 |
Operating Segments [Member] | Office Products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 535,175 | 510,825 | 1,493,434 | 1,478,878 |
Operating profit | 30,257 | 36,406 | 97,101 | 107,431 |
Operating Segments [Member] | Electrical/Electronic Materials [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 178,448 | 196,837 | 538,803 | 573,584 |
Operating profit | 14,277 | 19,988 | 45,105 | 54,019 |
Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (29,134) | (20,211) | (70,021) | (60,047) |
Interest expense, net | (5,244) | (5,055) | (14,731) | (16,056) |
Other intangible assets amortization | (10,339) | (8,545) | (28,324) | (25,945) |
Other, net | $ (21,076) | $ (34,286) | $ (71,957) | $ (84,172) |
Other Comprehensive Income (L21
Other Comprehensive Income (Loss) - Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Equity [Abstract] | ||||
Net income | $ 185,326 | $ 188,016 | $ 534,720 | $ 544,399 |
Other comprehensive income (loss): | ||||
Foreign currency translation | 11,896 | (110,874) | 50,840 | (211,868) |
Pension and other post-retirement benefit adjustments: | ||||
Recognition of prior service credit, net of tax | (222) | (240) | (666) | (721) |
Recognition of actuarial loss, net of tax | 4,981 | 6,029 | 14,934 | 18,214 |
Total other comprehensive income (loss) | 16,655 | (105,085) | 65,108 | (194,375) |
Comprehensive income | $ 201,981 | $ 82,931 | $ 599,828 | $ 350,024 |
Other Comprehensive Income (L22
Other Comprehensive Income (Loss) - Changes in Accumulated Other Comprehensive Income (Loss) by Component (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
AOCI Attributable to Parent [Roll Forward] | ||||
Beginning balance, January 1 | $ 3,146,567 | |||
Other comprehensive income before reclassifications, net of tax | 50,840 | $ (211,868) | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax | 14,268 | 17,493 | ||
Total other comprehensive income (loss) | $ 16,655 | $ (105,085) | 65,108 | (194,375) |
September 30, 2016 | 3,322,212 | 3,322,212 | ||
Pension and Other Post-Retirement Benefits [Member] | ||||
AOCI Attributable to Parent [Roll Forward] | ||||
Beginning balance, January 1 | (535,634) | (533,213) | ||
Other comprehensive income before reclassifications, net of tax | 0 | 0 | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax | 14,268 | 17,493 | ||
Total other comprehensive income (loss) | 14,268 | 17,493 | ||
September 30, 2016 | (521,366) | (515,720) | (521,366) | (515,720) |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||
AOCI Attributable to Parent [Roll Forward] | ||||
Beginning balance, January 1 | (394,984) | (186,998) | ||
Other comprehensive income before reclassifications, net of tax | 50,840 | (211,868) | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 | ||
Total other comprehensive income (loss) | 50,840 | (211,868) | ||
September 30, 2016 | (344,144) | (398,866) | (344,144) | (398,866) |
AOCI Attributable to Parent [Member] | ||||
AOCI Attributable to Parent [Roll Forward] | ||||
Beginning balance, January 1 | (930,618) | (720,211) | ||
September 30, 2016 | $ (865,510) | $ (914,586) | $ (865,510) | $ (914,586) |
Credit Facilities (Details)
Credit Facilities (Details) | Jun. 19, 2015USD ($)Extension | Jun. 30, 2016Extension | Sep. 30, 2016USD ($) | Jul. 31, 2016USD ($) |
Line of Credit [Member] | Syndicated Facility [Member] | Revolving Credit Facility [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Number of one-year extensions exercised | Extension | 1 | |||
Number of one-year extensions available | Extension | 2 | |||
Maximum borrowing capacity | $ 1,200,000,000 | |||
Line of credit, current | $ 225,000,000 | |||
Two Point Three Nine Percentage Series G Senior Unsecured Notes [Member] | Two Point Three Nine Percentage Series G Senior Unsecured Notes [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, face amount | $ 50,000,000 | |||
Two Point Three Nine Percentage Series G Senior Unsecured Notes [Member] | Two Point Three Nine Percentage Series G Senior Unsecured Notes [Member] | Two Point Three Nine Percentage Series G Senior Unsecured Notes [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Interest rate, stated percentage | 2.39% |
Share-Based Compensation (Detai
Share-Based Compensation (Detail) - USD ($) $ in Millions | Apr. 01, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares received per restricted stock unit (in shares) | 1 | |||||
Total compensation cost related to nonvested awards, unrecognized | $ 39.6 | $ 39.6 | $ 33 | |||
Weighted-average period to recognize compensation cost (in years) | 3 years | |||||
Aggregate intrinsic value for outstanding SARs and RSUs | $ 133.7 | $ 133.7 | ||||
Aggregate intrinsic value for vested SARs and RSUs | $ 73.6 | |||||
Weighted-average remaining contractual life for outstanding SARs and RSUs (in years) | 6 years | |||||
Weighted-average remaining contractual life for exercisable SARs and RSUs, (in years) | 5 years | |||||
Share-based compensation | $ 15.4 | $ 13.6 | ||||
Outstanding options to purchase common shares not included in dilutive shares (in shares) | 700,000 | 1,300,000 | 1,200,000 | 1,200,000 | ||
Stock Appreciation Rights [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 724,000 | |||||
Restricted Stock Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted (in shares) | 170,000 | |||||
Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based payment award granted vesting period range (in years) | 1 year | |||||
Share-based payment, awards exercise period (in years and months) | 12 months | |||||
Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based payment award granted vesting period range (in years) | 5 years | |||||
Share-based payment, awards exercise period (in years and months) | 10 years |
Employee Benefit Plans - Compo
Employee Benefit Plans - Components of Net Periodic Benefit Income for the Pension Plans (Detail) - Pension Benefits [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 2,106 | $ 2,293 | $ 6,257 | $ 7,083 |
Interest cost | 26,195 | 24,503 | 78,505 | 73,746 |
Expected return on plan assets | (39,296) | (37,487) | (117,767) | (112,809) |
Amortization of prior service credit | (108) | (141) | (324) | (423) |
Amortization of actuarial loss | 7,860 | 9,528 | 23,530 | 28,769 |
Net periodic benefit income | $ (3,243) | $ (1,304) | $ (9,799) | $ (3,634) |
Employee Benefit Plans - Addit
Employee Benefit Plans - Additional Information (Detail) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Compensation and Retirement Disclosure [Abstract] | |
Contribution to the pension plan | $ 38.7 |
Guarantees (Detail)
Guarantees (Detail) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Guarantor Obligations [Line Items] | |
Total borrowings of the independents and affiliates subject to guarantee | $ 392.9 |
Guarantees related to borrowings, other assets | 40 |
Guarantor obligations, current carrying value | $ 40 |
Minimum [Member] | |
Guarantor Obligations [Line Items] | |
Guaranteed obligations maturity (in years) | 1 year |
Maximum [Member] | |
Guarantor Obligations [Line Items] | |
Guaranteed obligations maturity (in years) | 6 years |
Fair Value of Financial Instr28
Fair Value of Financial Instruments (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current portion of debt | $ 250,000 | |
Carrying value of fixed rate debt | 300,000 | $ 250,000 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt | 550,000 | |
Fair value of fixed rate debt | $ 564,300 |
Acquisitions (Details)
Acquisitions (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Business Combinations [Abstract] | |
Payments to acquire businesses, net of cash acquired | $ 337.2 |
Goodwill and other intangible assets acquired | $ 181.6 |